Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SARAN ATUL
 2. Date of Event Requiring Statement (Month/Day/Year)
06/05/2014		 3. Issuer Name and Ticker or Trading Symbol
MACROGENICS INC [MGNX]
(Last)
(First)
(Middle)
C/O MACROGENICS, INC., 9640 MEDICAL CENTER DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ROCKVILLE, MD 20850		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 22,500 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) 10/28/2014(2) 04/28/2024 Common Stock 90,000 $ 20.87 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SARAN ATUL
C/O MACROGENICS, INC.
9640 MEDICAL CENTER DRIVE
ROCKVILLE, MD 20850		       See Remarks  

Signatures

/s/ Atul Saran 06/09/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Grant of 22,500 Restricted Stock Units (RSUs). The RSUs shall vest in cumulative installments as follows: first, with respect to 12.5% of the RSUs, on the date six (6) months after the Date of Grant; second, with respect to an additional 12.5% of the RSUs, on the date twelve (12) months after the Date of Grant; and thereafter, in equal increments of twenty-five percent (25%) of the RSUs on an annual basis beginning on the second anniversary of the Date of Grant.
(2) 12.5% of the shares underlying the option are exercisable beginning on the six month anniversary of the vesting start date, and an additional 6.25% of the shares underlying the option become exercisable on the first day of each three month anniversary thereafter.
 
Remarks:
Senior Vice President, General Counsel and Compliance Officer

Exhibit 24 - Power of Attorney

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